85-027138
RECORDED
CFFICIPEA
13S FEB - 4 FM 2: 30
SAN EERNAR: 10
CO., CALIF
A:02c4 ..o:
REDEVELCIMENT AGENCY OF THE
CiTY Or SAN BERNARDIND, CA
300 AGREEMENT AMONG REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, WARMER W. HODGDON, SHARON D. HODGDEN, AND ALL-AMERICA
TO RESOLVE OUTSTANDING PERSONAL
OBLIGATIONS TO THE AGENCY
CLY BUSNESS: 1KLL those to relay that! darpiped is o fetled for tessed by the Rodryriogant Ageny of the Cily of 12y Bernarding, Calit- nia. under Lov. Code Section 6103.
THIS AGREEMENT, by and among the Redevelopment Agency of the City of Sar. Bernardino, (hereinafter "Agency"), W3- i M. 7 Hodgdon, Sharon D. Hodgdon, and All-America City Public Golf, Inc., (hereinafter "Corporation"), represents the agree it of 9 the parties to resolve certain problens which have » between 10 the parties.
11 RECITALS
12 This agreement is made and entered into with reference to 13 the following matters:
14 A. The Agency is a redevelopment agency duly created, 15 established and authorized to transact business and exercise its 16 powers under and pursuant to the Redevelopment Law, commencing 17 with section 33000 of the Realth and Safety Code of the State of 18 California.
19 B. Agency and Corporation have heretofore entered into a 20 Lease and Operating Agreement for the State College project No. 21 public goif course, which document has been recorded as Docurent 22 No. 80-109858 in the official records of the Coanty of san 23 Barnardino, California, as of May 8, 1980, which Lease and 24 Operating Agreesent is hereinafter referred to as "the basic 25 agreement".
26 c. Appended to and part of the basic agreerent is a
27 personal guarantee to the Redevelopment Agency of the City of San 28 Bernardino executed by Warner i. Rodgdon and Sharon D. Hodgãon, whereunder warner w. Hodgdon and Sharon D. Bodgdon jointly and severally guaranteed to the Redevelopment Agency paynent of ali obligations of the Corporation under the basic agreerent and accepted certain other undertakings.
D. Coincident with the execution of the basic agreetent, Agency executed a property owner's participation agreenent with Warner W. Hodgdon and Sharon D. Hodgdon as participating owners, which property owner's participation agreement was dated the 15th day of April, 1980, and was recorded in the official records of 10 the County of San Bernardino, California, as Document No. 80- 11 109859. The property owner's participation agreement ir 12 hereinafter referred to as the "participation agreement". 13 E. Under the participation agreement, Warner W. Hoágdon and 14 Sharon D. Hodgdon agreed to execute and deliver certain deeds to 15 Agency.
16 E. Pursuant to the terms of the participation agreement, 17 Warner W. Hodgdon and Sharon D. Hodgdon executed and delivered a 18 grant deed to Agency conveying certain property to be used for an 19 18-hole golf course, which deed has been recorded as Document No. 20 81-166683 in the official records of the County of san 21 Bernardino, California.
22 G. On the 23id day of July, 1981, Agency, the City of San 23 Bernardino, Warner W. Hodgdon, Sharon D. Hodgdon, and Corporation 24 entered into an agreenent of compromise. Under that agreement of 25 compronise, various terms and conditions of the basic agreenent 26 and the participation agreerent were nodified, and the parties 27 agreed to vaive other incident thereto.
rights
28 -2-
• -
........ ... im
H. As part of the agreerent of corpronise, Agency
2 quitclaired the property granted to it by the deed referred to in Recital F above to Warner W. Hodgdon and Sharon D. Hodgaon, and 4 in turn Warner w. Hodgdon and Sharon D. Hodgdon again deeded golf course property to the Agency. That deed, being recorded as 6 Instrument No. 82-097227 in the official records of the San 7 Bernardino County Recorder, contains provisions for reversion of title in certain events. Agency desires that this reverter provision be eliminated by a furcher deed to Agency at this time. 10 I. warner W. Hodgaon, Sharon D. Hodgdon and the Corporation have constructed and prepared for operation the golf course 12 contemplated by the parties, but were unable for various reasons 13 to actually contence the operation of the public golf course. 14 J. Due to circurstances beyond the control of warner W. 15 Hodgdon, Sharon D. Hodgion and the Corporation, the Corporation 16 came to be in default of certain payments under the basic agreetent, and a notice of such default was duly served upon an 18 authorized repiesentative of the corporation, on November 28, 19 1984. That notice of default was recorded as Instrument No. 84- 20 284505. The defaul, was not cured as prescribed in the aforesaid 21 natice of default, and Agency has subsequently served upon a duly 22 authorized representative of the corporation a notice of 23 termination of the basic agreerent. That notice has aiso been 24 recorded.
25 R. Agency has made arrangements to iease the goif course to 26 a different operator, and desires to resolve any outstanding 27 interests of warner W. Hodgaon, Sharon| D. Hodgdon and the 28 Corporation as to the basic agreement and the participation - 3-
agreement relative to the golf course, in order that the new 2 operator will be able to operate a public golf course upon the 3 premises without interuption. To accoplish such . purpose, Agency S91270-99
proposes to relieve warner W. Hodgdon and Sharon D. Hodgdon of various liabilities, and proposes to substitute Agency for Warner 6 i. Hodgdon and Sharon D. Hodgdon as guarantors of certain lease 7 revenue bonds issued by Agency, if the holders of such bonds will 8 consent thereto.
IMRLEMENTATION
10 In consideration of the mutual covenants and agreement set forth hereinafter and the performance thereof by the parties 12 hereto, the parties do agree as follows:
13 1. Warner w. Hodgdon and Sharon D. Hodgdon shall execute 14 and deliver to Agency a quitclaim deed or other deed suitable to 15 Agency Counsel effectively cancelling all reverter rights to the 16 property referred to in Recital "H" above.
17 2. Agency hereby agrees to relieve and does relieve Warner 18 w. Hodgdon and Sharon D. Hodgdon of any and all obligations or 19 responsibilities of any kind or nature whatever under that 2U
certain personal guarantee contained in the basic agreement. 21 3. Agency undertakes and agrees to pursue in good faith to 22 have Warner W. Hodgdon and Sharon D. Hodgdon relieved of all 23 personal guarantees under those certain lease revenue bonds 24 issued by Agency in the total principal sun of $3.000.000.00, 25 most or all of which bonds are presently held by the Bank of St. 26 Paul, Minnesota. Agency will agree with the Bank of St. Paul to 27 substitute the Agency's guarantee of payrent of the bonds in 28 place of the guarantees of Warner w. Hodgdon and Sharon D. - 4-
Hodgdon. The parties recognize that the consent of the holders 2 of 808 of the outstanding bonds would be required to approve any such substitution. Agency covenants to pursue in good faith and 35-0271 to exercise its best efforts to obtain such consent of the bond holders to the release of Warner w. Hodgdon and Sharon D. Bodgdon 6 from all further personal liability under their personal 7 guarantees of such bonds.
8 4. Agency agrees that Warner W. Hodgdon, Sharon D. Hodgdon and the Corporation have no further liability or indebtedness to 10 Agen:! rising under or pursuant to the basic agreement, the 11 participation agreement, or the agreement of compronise. 12 5. The Corporation acknowledges that the notice of default 13 served upon a representative of the Corporation on Noverber 28, 14 1984, and the subsequent notice of terminatior served upon an 15 agent of the Corporation by Agency were each validly served, and 16 covenant and agree not to contest the validity of any such 17 termination. The Corporation acknowledges that the basic 18 agreement is fully terminated, and that the Corporation has no 19 further rights or clain thereunder, or under the agreement of 20 compronise referred to in Recital G.
21 IN WITNESS WHEREOF, the parties have hereunto set their 22 hands and seals this day of ift area.
23 1985.
24 25 REDEVELOPNENT AGENCY THE
CITI OF SAN BERNARDINOS _colleges:
warner w. Hodgeon
25 27
28 Sharon
-5-
": 402ra
Elen da Saul
ALL-AMERICA CITY PUBLIC
Secretary GOLE, INC.
4 Approved as to legal form:
BY -. 2286.1 15-027185
AGENCY COUNSEL warner Hodgon.
President
6 7 »AlleaR. Brizze
Hodgdon,
8 Secretary
9 10
12 13
15 16
17 18
19 20
21 22
23 24
25 26
27 28
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057448321
......::
STATE OF CALIFORNIA
SOUVEY OF SA: BERNARDOS 35
January 15 ... 1935, before =e a Notary 85-627135
public in and for said County and State, personally appeared Warner W. Hodgden and Sharor D. Hodgdon, known to me to be tho persons whose names are subscribed to the within instruments and acknowledged to me that they executed the same.
VALER EE. SORISTO
(SRAT.)
STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO
_, before me, OLEN JAMES JONES, JR., a notary public,
personally appeared w.R. HOLCOMB and GLENDA SAUL, personally known to me to be the persons who executed this instrument as Chairman and Secretary, iespectively, of the REDEVELOPMENI AGENCY OF THE CITY OF SAN BEPNARDINO, and acknowledged to me that the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO executed it.
OLEN JAMES IONES. JR
1:5i.B0.C0
SER 1: 00.477
•s=: Ex= ca Cat. 15. 1687 OLEN JAMES JONES, JR., NOTARY PUBLIC ....